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cbdMD, Inc. Prices Underwritten Public Offering of Common Stock

May 13, 2019

CHARLOTTE, N.C.--(BUSINESS WIRE)--May 13, 2019--cbdMD, Inc. (NYSE American: YCBD), today announced the pricing of an underwritten public offering of 2,000,000 shares of its common stock at a price of $6.00 per share. The estimated gross proceeds to the Company are expected to be approximately $12,000,000 prior to deducting underwriting discounts, commissions and other estimated offering expenses. The company has also granted to the underwriter a 45-day option to acquire an additional 300,000 shares to cover overallotments in connection with the offering. The offering is expected to close on May 15, 2019, subject to customary closing conditions. cbdMD intends to use the net proceeds for general working capital purposes.

ThinkEquity, a division of Fordham Financial Management, Inc., is acting as representative of the underwriters in the offering.

The shares described above are being offered by cbdMD pursuant to a shelf registration statement on Form S-3 (File No. 333-228773) previously filed with and subsequently declared effective by the Securities and Exchange Commission (SEC).

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. A preliminary prospectus supplement and accompanying base prospectus relating to this offering have been filed with the SEC and are available at the SEC’s website at http://www.sec.gov. Before investing, you should read the preliminary prospectus supplement and the accompanying prospectus for information about cbdMD and this offering. A final prospectus supplement related to the offering will also be filed with the SEC.

Copies of the final prospectus supplement and accompanying prospectus relating to the offering, when available, may be obtained from ThinkEquity, a division of Fordham Financial Management, Inc., 17 State Street, 22 nd Floor, New York, New York 10004, by telephone at (877) 436-3673, by email at prospectus@think-equity.com. Electronic copies of the final prospectus supplement and accompanying prospectus will also be available on the SEC’s website at http://www.sec.gov.

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the proposed public offering and the intended use of proceeds from the offering. The offering is subject to market and other conditions and there can be no assurance as to whether or when the offering may be completed or as to the actual size or terms of the offering. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including market conditions, risks associated with the cash requirements of our business and other risks detailed from time to time in our filings with the SEC, and represent our views only as of the date they are made and should not be relied upon as representing our views as of any subsequent date. We do not assume any obligation to update any forward-looking statements.